When running a business, it’s important to understand the legalities behind each type of company so that you give it the best possible chance of success.

Typically, key considerations revolve around limited liability [link to: limited liability] and your tax position, set-up costs, ongoing administration, and publicity or ‘market perception’.

We can advise you on the pros and cons of:

  • Operating as a sole trader
  • Setting up as a partnership or a limited liability partnership (LLP)
  • Incorporating as a limited company

We will do this quickly, as we know time is of the essence, and without huge cost to you.

If you choose to trade through a company – we can incorporate one for you and prepare the necessary shareholders’ agreement. A shareholders’ agreement is an agreement between the individual shareholders of a company, and the company itself, which typically regulates how the company is run, how certain decisions are made, and how certain ‘standard’ situations and events are dealt with.

Examples of what a shareholders’ agreement might include are:

  • Key decisions
  • Share transfers
  • Restrictive covenants (this restricts shareholders from getting involved in competing businesses/poaching clients and employees from the company)

If you’d like to convert from one type of company to another – we can help you with the transition.

For helpful, expert advice on establishing a business/company, get in touch

No one wants to be lumped with a bill they didn’t know was coming. That’s why it’s important to understand the extent of your potential liability before starting a business.

Commercial Contracts

Depending on the nature of your business, you may have to make agreements with a number of different people; customers, suppliers, agents, consultants, distributors, lenders, investors, franchisees, sub-contractors… the list is long. Your standard agreements should balance protecting your interests with the interests of your customers/suppliers. Otherwise, they may not want to sign them and, even if they do, some provisions may not comply with the law.

We can help you get the balance right, at the same time as managing the risks to your business and complying with the law.

We typically advise our clients on a range of different agreements including:

  • Standard terms of business [link to: Terms of Business] for the sale of goods and/or services.
  • Supply, distribution, agency, franchise and outsourcing agreements.
  • Joint venture agreements and contracts for services.
  • Loan agreements, debentures and other finance/security documents.

It’s the combination of our legal knowledge with our commercial perspective that ensures any agreements we work on are balanced and user-friendly, while still protecting our clients’ interests.

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Depending on the nature of your business, you may have to make agreements with a number of different people; customers, suppliers, agents, consultants, distributors, lenders, investors, franchisees, sub-contractors… the list is long.

Your standard agreements should balance protecting your interests with the interests of your customers/suppliers. Otherwise, they may not want to sign them and, even if they do, some provisions may not comply with the law.

We can help you get the balance right, at the same time as managing the risks to your business and complying with the law.

We typically advise our clients on a range of different agreements including:

  • Standard terms of business for the sale of goods and/or services.
  • Supply, distribution, agency, franchise and outsourcing agreements
  • Joint venture agreements and contracts for services.
  • Loan agreements, debentures and other finance/security documents.

It’s the combination of our legal knowledge with our commercial perspective that ensures any agreements we work on are balanced and user-friendly, while still protecting our clients’ interests.

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Technology is fast becoming the lifeblood of many businesses. However, as the law in this area develops, the legal and commercial issues facing businesses who rely on, buy, sell, or operate technology are also changing. There are two main areas we can advise you on when it comes to technology and your business: websites, and business soware/hardware.

Websites:

If you are developing or upgrading your website, it’s vital to make sure your initial brief/specification is clear, the timetable and payment terms are agreed, and you are protected if anything goes wrong.

We can advise you on:

  • Website design, development, and/or hosting agreements
  • Website terms and conditions and content licences
  • Disclaimers and privacy statements/policies

Software / hardware:

If you are licensing, developing, or replacing business software or hardware, it’s important to make sure the specifications and timings are agreed in advance and that you have a contractual remedy if there are delays, viruses, or programming errors.

We advise our clients on a wide range of:

  • Software licences and escrow agreements
  • Software maintenance/support agreements
  • Software development, design and/or consultancy agreements

Technology is, by its very nature, constantly developing and so is the law that applies to it. We can help your business keep pace with the relevant changes and ahead of its competitors.

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If you want to buy a company or business, you first need to know what you are buying – warts and all.

You’ll also want to be able to make a claim against the seller if, afterwards, you discover something that you hadn’t bargained for – like a piece of undisclosed litigation or a hidden tax liability.

We can guide you through all aspects of acquiring a business, including:

  • Any pre-acquisition reorganisation or re-structuring that might be necessary.
  • Any relevant financing and security issues.
  • Preparing any heads of terms and confidentiality (or exclusivity) agreements.
  • Assisting in the information-gathering and due diligence process.
  • Drafting and negotiating the purchase agreement and ancillary documents.
  • Advising on earn-outs and management buy-outs.

By providing quality legal advice balanced with commercial input, we can work with you to ensure that the acquisition process is as smooth as possible. If you’d like to learn more, or enquire about our services, get in touch

Typically, when selling a business, the main objective is to exit the sale with as little liability as possible, as it allows you to use the money for other projects without having to worry about claims being made by the buyer. It’s important to secure the help of a legal specialist who understands this, so that they focus solely on achieving the best possible outcome for you.

At Bolt Burdon, we’re well versed in the sales process, and regularly give advice on:

  • Exit strategies and succession planning.
  • Any pre-sale reorganisation or re-structuring that might be necessary.
  • Preparing any heads of terms or other pre-sale documentation.
  • Information-gathering for the buyer’s due diligence process
  • Managing the disclosure of key information to the buyer.
  • Drafting and negotiating the purchase agreement and ancillary documents.
  • The most tax efficient way to realise the proceeds from the sale.

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Our Banking and Security unit blends the knowledge and resources of specialists in our Commercial Property and Corporate teams, allowing us to deliver a level of service on par with the reputable City law firms (but without the price tag). The benefit of these particular specialists delivering this service is their commercial mindset; it means your business objectives are considered throughout the process.

Our core expertise includes:

  • Reporting to lenders on large and complex titles
  • Devising bespoke financing solutions for development projects
  • Drafting and negotiating loan documentation for acquisition finance
  • Security structure issues and documentation
  • Advising on bank and other guarantees
  • Dealing with subordination and priority issues
  • Reviewing security

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